McDermott William R 4

What Happened

• Bill McDermott, Chairman & CEO of ServiceNow (NOW), had restricted stock units (RSUs) vest on May 15, 2026. A total of 19,306 shares were issued on conversion of those RSUs (reported as exercise/conversion of derivatives at $0). To satisfy tax withholding obligations, 10,378 shares were relinquished at an applied value of $95.07 per share, resulting in tax withholding proceeds of $986,637. After withholding, McDermott retained approximately 8,928 net shares from this vesting event.

Key Details

• Transaction date: 2026-05-15; Form 4 filed 2026-05-18 (filed within the normal reporting window).
• Conversion/exercise: 19,306 shares acquired via RSU conversion (reported with $0 exercise price).
• Tax withholding disposition: 10,378 shares surrendered at $95.07/share for a total of $986,637 (codes F = tax withholding).
• Shares owned after transaction: not specified in the provided filing details.
• Relevant footnotes: F1 = shares surrendered to cover federal/state tax withholding; F2–F5 describe that each RSU converts to one share and outline the RSU vesting schedules and prior vesting start dates.

Context

• This was not an open-market sale but a routine cashless/tax-withholding action tied to RSU vesting — common practice when equity awards vest. Such withholdings are administrative and do not necessarily indicate a change in insider sentiment.